Stovetop Mac and Cheese (with Video)

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A delicious homemade mac and cheese recipe that you can prepare completely on the stove, this Easy Three Cheese Mac and Cheese is better than anything that comes out of a box. Tender, perfectly cooked macaroni noodles coated in a creamy and luscious cheese sauce with amazing flavor – the epitome of easy comfort food.

A creamy, luxurious stovetop mac and cheese with three cheeses and a hit of seasoning. This easy mac and cheese takes just 10 minutes more to make than a boxed mac but tastes worlds above - it's perfect for everything from a weeknight family meal to entertaining friends.

Stovetop Mac and Cheese Recipe

Mac and cheese is a way of life when you have kids, but that doesn’t mean you have to become friends with that little blue box.

Making your own homemade mac and cheese is super simple and this recipe yields an amazing creamy, luxurious mac and cheese with a super cheesy flavor and just the right amount of seasoning. If you prefer baked mac and cheese, we have an amazing baked mac and cheese recipe here (that doesn’t use Velveeta) but if you’re looking for an easy stovetop version, today’s recipe is going to hit the spot.

It takes about 10 minutes more than making mac and cheese from a box but the results are incomparable. It’s the kind of mac and cheese you can bring to a potluck or serve to guests without anyone batting an eye.

Beyond the flavor and ease of this recipe, one of my favorite things about it is how versatile it is! I often swap out the seasonings, add protein or chopped veggies, or change out which cheeses or pasta shapes we use to give this recipe a twist. It also make a LOT of mac and cheese – 8 cups worth, so if you have a small family, you will have plenty of leftovers, or if you’re making it for a group, everyone will be able to enjoy a scoop. 

 

A few tips to keep in mind while preparing this three cheese mac and cheese:

  • do not rinse your pasta after boiling – this removes the starch needed for the sauce to stick to the pasta
  • swap out the seasonings to what your family loves – whether that’s cayenne, paprika, ranch, garlic and herb, etc. We switch it up often, but this recipe tends to be my go-to.
  • shred your cheese yourself as pre-shredded cheese often uses ingredients to prevent clumping that also end up thickening your sauce and preventing the cheese from melting as uniformly
  • to make this recipe gluten-free, swap the flour for cornstarch and use gluten-free pasta noodles
  • if you want to replace the Velveeta, refer to our notes below
  • to make a bread crumb topping, melt 2 Tablespoons of butter in a skillet and add about 1 cup of bread crumbs to toast until lightly golden before adding to your mac and cheese. I personally love crushing fried onions over my mac and cheese.
  • swap out the cheeses for your personal favorites, but stick with cheeses with similar textures or moisture contents for the cheddar cheese and Velveeta (IE, a Monterrey Jack, Gruyere or Colby cheese for the cheddar)
  • the Parmesan cheese is mostly there for flavor so it can be replaced or omitted however you’d desire
  • add protein, if desired – chopped steak, ground beef, chopped chicken, etc. Cook the protein separately and completely before mixing into the mac and cheese

What can I use instead of Velveeta? I totally get it – not everyone is a fan or has easy access to Velveeta. If you’re not opposed to processed cheese products, you can use Cheez Whiz, cheddar cheese soup (unprepared) or even pre-made queso dip for a spicy twist.

If you’d prefer to stick to more traditional cheeses, you can use just about any shredded cheese you’d like and just add a bit of sour cream or even mayonnaise to substitute for the creaminess, just note that the flavor won’t be as cheesy.

Can the pasta be cooked in the cheese sauce? Honestly, I’ve tried a couple of these “one pot” mac and cheeses that cook the pasta in the cheese sauce and you either get one of two results: a soupy mac and cheese or mushy, overcooked mac and cheese. Personally, I’m not a fan of either of those compromises just to save washing out a pasta pot… plus, I’m pretty sure my daughter would (ever so politely) refuse to eat it and it would anger the spirits of my Italian ancestors (even thought mac and cheese is French).

Use the second pot to boil the pasta in and you’ll be much more happy with your final dish.

Can you freeze mac and cheese? You can freeze the cheese sauce on it’s own, but freezing with the pasta will result in a soggy, grainy mac and cheese. Freeze in an airtight freezer container and allow to thaw at room temperature before reheating and mixing with freshly cooked pasta. (This set of freezer containers is a crazy bargain.)

Since this recipe makes a ton of pasta, you may end up with leftovers. Keep them in an airtight container in the fridge for up to five days. If the cheese sauce seems somewhat dry, add a few tablespoons of milk to add some moisture back in to the recipe.

 

Check out our quick video to see how to make this Three Cheese Mac and Cheese for yourself – and then don’t forget to scroll down to grab your free printable recipe card:

Three Cheese Mac and Cheese Ingredients

Scroll down to the printable recipe card for full measurements.

Tip: you can double this recipe, as needed. As written it makes 8 cups.

Kitchen Tools You May Find Helpful

  • Measuring Cups and Spoons
  • Large Stockpot
  • Large Saucepan
  • Wooden Spoon or Spatula <– I like these spatulas because they are one solid piece and don’t have removable heads for bacteria to get trapped underneath. Plus they are heat-resistant and have a lifetime warranty
  • Whisk
  • Cheese Shredder

How to Make Three Cheese Mac and Cheese

Prepare the elbow macaroni according to package directions. Do not rinse the noodles after draining.

As the pasta is cooking, prepare the cheese sauce.

In a large saucepan over medium-heat, melt the butter.

Whisk the flour into the melted butter until completely incorporated. If desired, allow the roux to brown a bit, then whisk in 1 1/2 cups of the milk.

Cook for 2 minutes, then add the onion powder, mustard powder and white pepper.

Whisk in the cheddar and Parmesan cheese and continue to heat and stir until the cheeses appear melted and fully incorporated into the milk mixture, about 3-5 minutes.

Cut the Velvetta into cubes and then add to the milk mixture. Stir occasionally until the Velvetta is fully melted and the mixture is smooth and consistent.

Remove the cheese sauce from the heat and pour over the cooked, drained noodles. Stir to coat the noodles completely in the cheese sauce.

If needed, add the remaining 1/2 cup of milk to thin out the sauce to personal preference.*

Taste and adjust the seasonings, as desired.

 

Pin this Easy Stovetop Mac and Cheese for a delicious side dish the whole family will love:

How to make the best stovetop mac and cheese with three cheeses and a hit of seasoning. The perfect easy mac and cheese recipe for those who want creamy, cheesy mac without spending an hour in the kitchen

Grab your free printable recipe card for our three cheese mac and cheese recipe:

Yield: 8 cups, approximately 16 servings

Stovetop Mac and Cheese

Stovetop Mac and Cheese

A creamy, luxurious stovetop mac and cheese with three cheeses and a hit of seasoning. This easy mac and cheese takes just 10 minutes more to make than a boxed mac but tastes worlds above - it's perfect for everything from a weeknight family meal to entertaining friends.

Ingredients

  • 4 cups elbow noodles, uncooked
  • 2 Tablespoons butter
  • 1/4 cup flour
  • 1 1/2 to 2 cups whole milk
  • 1 teaspoon onion powder
  • 1 teaspoon mustard powder
  • 1 teaspoon white pepper
  • 1 cup cheddar cheese, shredded
  • 1/3 cup Parmesan cheese, shredded
  • 4oz Velvetta, cubed (half a package)

Instructions

  1. Prepare the elbow macaroni according to package directions. Do not rinse the noodles after draining.
  2. As the pasta is cooking, prepare the cheese sauce.
  3. In a large saucepan over medium-heat, melt the butter.
  4. Whisk the flour into the melted butter until completely incorporated. If desired, allow the roux to brown a bit, then whisk in 1 1/2 cups of the milk.
  5. Cook for 2 minutes, then add the onion powder, mustard powder and white pepper.
  6. Whisk in the cheddar and Parmesan cheese and continue to heat and stir until the cheeses appear melted and fully incorporated into the milk mixture, about 3-5 minutes.
  7. Cut the Velvetta into cubes and then add to the milk mixture. Stir occasionally until the Velvetta is fully melted and the mixture is smooth and consistent.
  8. Remove the cheese sauce from the heat and pour over the cooked, drained noodles. Stir to coat the noodles completely in the cheese sauce.
  9. If needed, add the remaining 1/2 cup of milk to thin out the sauce to personal preference.*
  10. Taste and adjust the seasonings, as desired.

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Nutrition Information:

Yield:

16

Serving Size:

1

Amount Per Serving: Calories: 145Total Fat: 6gSaturated Fat: 3gTrans Fat: 0gUnsaturated Fat: 2gCholesterol: 17mgSodium: 106mgCarbohydrates: 16gFiber: 1gSugar: 3gProtein: 6g

Sugar, Spice and Glitter uses an auto-generate nutrition calculator. Nutrition information isn’t always accurate unless analyzed in a scientific lab, so these should be considered more of a guideline than medical information.

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I hope your family loves this easy stovetop mac and cheese as much as mine does!

For more perfect pastas, check out our full pasta recipe collection here:

Or for more scrumptious sides, check out our full side dish recipe collection here:

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